Earth-1 Spider-Man
by Legend Red
Summary: The first story that takes place on Earth-1. Peter Parker's life was changed forever when he was bitten by a genetically-engineered spider. Now, using his newfound powers, must protect his city from other like him who use their abilities to commit crimes.
1. Origins: Part 1

_I don't own Spider-Man, or any other character used in the story._

_This story takes place on Earth-1, an alternate universe that answers the question, "What if the Ultimate Universe was created in 2012?" A lot of themes from the Ultimate Spider-Man comics will be used here. Also, many heroes are active at this time, but this will mostly be self-contained._

**Earth-1 Spider-Man  
**

**Origins: Part 1 Of 5**

Sixteen-Year Old Peter Parker didn't want to go to school. Usually, when he went, he was picked on by professional douchebag Flash Thompson, whether it was in the form of debagging or a swirlie.

But if he didn't go, he would disappoint his aunt and uncle, who have always supported him, even if he didn't made the best decisions. And he didn't feel like disappointing them. So he put aside his fear of being picked on by Flash, grabbed his glasses, and got out of bed.

When he arrived at the breakfast table, his Aunt May and Uncle Ben greeted him with a plate full of pancakes that were ready be eaten.

"Morning Aunt May, morning Uncle Ben," he said, greeting his aunt and uncle.

"Morning, Pete," said his Uncle Ben, "ready for school today?"

"You bet!"

"Great! Now eat up, you don't want to fall asleep in class."

"Don't worry Uncle Ben, I won't," Peter said before he ate the pancakes on the table.

"Slow down, Peter," said Aunt May, "you don't want to choke."

"I'm not."

"Pete," said his Uncle Ben as Peter finished his pancakes, "anything bothering you in school?"

"Yeah, there's this guy named Flash that keeps picking on me for some reason."

"Ah don't worry, son," his Uncle Ben started, "he's just a waste of a human being." How reassuring.

"And that helps how?"

"He's going to be nothing when he grows up. You, on the other hand, are going to become in life-"

"look at the time. I got to go. Bye" Peter got up from his seat and made his way the front door. He was definitely going get beat up by Flash.

Meanwhile, in Empire State University, a professor was in his astronomy class.

"Tonight," said Professor Norton G. Fester, " a meteorite will land in Central Park at Midnight."

He pulled out a stick from the chalkboard and pointed to a map.

"And this is the exact coordinates of the meteor's landing," Then, the bell rang, and everyone got up from their seats.

"Don't forget to see meteor tonight," The Professor said as his students left.

In Midtown High School, students travel through the hallways as if they have important be. The teachers in their respective classrooms wait for the bell to ring so they can start their class. And today was a big day in Peter Parker's science class.

"Alright class," Peter's science teacher, Mr. Warren, started, "these are your permission slips for tomorrow's trip to the New York Hall of Science."

Groans followed as the permission slips were passed around.

"But sir," said Flash Thompson, "do we have to go?"

"Only if the you want to fail my class, Mister Thompson." Flash sat back in his seat.

"Pete," said Peter's best friend Harry Osborn, "you're going?"

"Of course, I've been waiting for this for months. Are you?"

"Sadly, I have to. My dad is sponsoring the event that we're going to, and I can't piss him off."

"Speaking of your dad, how has he been?"

"You know, same old same old-"

"Mr. Parker, Mr. Osborn," said Mr. Warren, "any comments on what I just said?"

"No sir," they both replied.

"Good"- And then the bell rang- "and remember to finish your homework before the end of the semester," he said as everyone headed towards the door.

In the lunchroom, everyone was free do whatever the hell they wanted for forty minutes. Which was why the lunchroom was mostly empty, with the deans standing close the front, chatting amongst themselves. This was also where Peter Parker stayed while he waited for the bell ring so he can move on his next class.

"So ladies," said Harry, who was sitting in the same table as Peter, "anyone interested in taking a tour of my father's penthouse?"

"Harry. . .," Peter was about say.

"Don't worry, it's going to be on the weekend."

"Oh, sounds interesting," said Gwen Stacy, one of the girls who was sitting on the other side of the table, "Peter, what are you going to do this weekend?"

"uh. . ." he couldn't tell a girl potentially interested in him that all he was going do this weekend was a whole lot of nothing and deciding what job he's gonna take, since his folks haven't gotten paid in weeks. Plus, his family wasn't rich like Harry's, in fact, he came from a family of no ones.

Before he could respond, he felt something hit in the back of his head, something small. He turned his head to see that Flash Thompson has thrown another spitball at him.

"Sup, Puny Parker," he started once again, "it seems that your friends have finally decided to show themselves."

"Fuck off, Flash," Harry said, leaving his conversation with the ladies.

"Watch it, Harvard," said Hobie Brown, a member of Flash's posse and fellow jock.

"And what are you going to do, rich boy-" challenging Harry. It got him, and he got up with his fist clenched and face scowling.

"Flash, don't do it!," Peter said, trying to warn Harry.

"Nobody messes with my bro and gets away with it," Harry muttered quickly Peter. But before he could punch Flash in his smirking face, the most beautiful woman in the world decided make her appearance. Liz Allen. The girl of Harry's dreams, going out with Flash. Flash Thompson of all people.

"Flash," she started, "what are you doing? Don't you see that wasting your time fighting him will get you kicked off the team? Meaning that we can't see each other." Flash relented.

"You win this time," he relented, "but this isn't over. Not by a long shot." He walked away, his posse following. His girlfriend stayed behind.

"I wish I could be with you, Harry," said Liz,"but Flash is very possessive of his trophies." Then, she left console her boyfriend.

"Did she just call herself a trophy?," asked Peter in astonishment.

"Don't rub it in," Harry said before he went back to his conversation. Peter just sat there, and thought to himself, _why doesn't this happen to me._

In Central Park, Norton began his search for the meteorite that could potentially change his life forever.

_Where are you?_ he thought to himself. Then, as if the Earth answered his question, a meteorite flew through the air and crashed yards away from where Norton stood. _Perfect._ He arrived at the spot where the meteor crashed. It glowed green, presumably the glow of a foreign energy source.

"Perfect," he said.

_I have been working on this story for the past few years. I wanted to write my definitive version of Spider-Man. It has went through several changes and now it's complete. Is it good? Does it suck? Let me now. I am open to criticism._


	2. Origins: Part 2

_Don't expect anything after "Origins" to be updated this fast._

**Earth-1 Spider-Man**

**Origins: Part 2 Of 5**

Norton reached out, but when he touched it, he was bombarded with the radiation from within the meteor, presumably its foreign power source. He was knocked back and fell back on the ground.

He looked down at his hands to see if he mutated. Nope, his hands were exactly the same as they were before. He took out his phone and attempted to call his boss, but when he dialed the numbers, it smashed his phone.

"Damn," he said. He carried the rock back to his pickup truck and drove away.

Today was the day. The day of the field trip to the Hall of Science. And news companies have come cover the event.

"Good morning, I'm Jessica Jones," said the news reporter who stood in front of the Hall, "and today is the day where Oscorp reveals their latest breakthrough. A genetic-engineering experiment involving several animals."

Peter's class entered through the front door of the Hall.

"Alright class," Mr. Warren started, "stay with a partner at all times. We will meet back at noon for lunch." Then, his legion of students took off.

"Hey, Pete," said Harry as as they took off from the pack, "I want you to go with me to find my father here. I need to look good in front of him." Peter remained silent for a few moments and thought his decision through.

"Okay," he answered, "it's not like I have anything better to do right now."

"I knew you'd stick around." Then, as if on cue, Harry bumped into Flash Thompson, accompanied by his posse.

"Hey watch where you're go- Oh," he realized, "if it isn't papa's boy. . ."

"Leave him alone, Flash!," Peter yelled out, standing in front of Harry.

"Oh," Flash retorted, "the nerd finally sticks up for his lover." That was the last straw. In a fit of rage, Peter lunged himself towards Flash and tackled him the ground. Flash got on top of him, and punched him in the face repeatedly.

Harry tried get Flash off of his best friend, but was grabbed by Hobie Brown and Kenny "King Kong" McFarlane. He was forced watch on the sidelines. Eventually, police officers arrived and separated Flash from Peter, and end the fight.

"Hey, this is no place to punch another person in the face," said one of the officers. Harry, Peter, Flash, and his posse were taken a holding room, where they awaited the arrival of their teacher. Eventually, when he did show up, he was not a happy camper.

"Parker, a word," he said sternly. Peter complied wordlessly and went outside the room, Flash and his posse laughing soon afterwords.

"Mr. Parker, I am very disappointed in you," Mr. Warren started, "I'd never suspect that you would be the one to start a fight, especially not during a school field trip."

"I'm sorry," Peter said.

"Since this is you're first time getting in trouble, I will let you off with a warning. But the next time I find you getting in trouble, I will be seeing you in detention."

"Alright, Mr. Warren," Peter said. Then, he walked back into the holding room. Flash was the walk outside talk with Mr. Warren.

After he left the holding room, Peter went to the bathroom before he went to the reason why his school came here in the first place.

Oscorp was showing off their new genetic engineering division with several genetically-modified animals. As soon as Peter went out of the stall, a spider came out of there crawled up Peter's body, reached his hand, and bit him.

_I did the origin of the villain first as a reversal of the trope where the heroes get their powers first. Now that they have their powers, what will result from it? Find out in the next part._


	3. Origins: Part 3

**Earth-1 Spider-Man**

**Origins: Part 3 Of 5**

The bite sent Spider DNA inside Peter's body and merged with his cells.

At the entrance of the Hall, the press was finally allowed come inside the building, and bumrushed security while getting in. At the main exhibition hall, Norman Osborn held a press conference before beginning the exhibition. It was his personal "State of the Union" address.

"Mr. Osborn," Eddie Brock of the Daily Globe said, "are you afraid that Stark Industries will jump ship and attempt to surpass your genetic engineering division?"

"No, I'm not afraid of a little competition," he replied. In reality, he was shitting his pants.

Stark Industries has been the biggest rival in his industry, and ever since the arrival of Iron Man, Stark was winning the battle. He took Norman's government contract and was making weapons for the Government. The genetic engineering business was his last ditch effort to surpass Tony Stark, the current owner of Stark Industries.

"Hey, Norman," said Ned Leeds of the Daily Bugle, who brought Norman back to reality, "how has your son affected your current business practices?"

"My son? Well, he is currently going to a public school here in New York City, having absolutely nothing to do with my business. Beyond that, the answer is too personal to go into at this point in time."

_Lies,_ thought Harry, who was sitting in the stands with his school.

"Next question," Norman said.

"Mr. Osborn," another started, "could you tell us a little about your future business plans?"

"One of them will be demonstrated here today. Care to do the honors, Mendel?"

"Gladly," said an old man on the same podium as Norman. He pulled down the covers, revealing seven cages. Six of them had an animal inside, while the seventh was empty.

"Mendel," said Norman, his head pointed away from the microphone,"where is the spider?"

"I don't know, Mr. Osborn," replied Mendel, "maybe one of our employees misplaced it."

"What do you misplaced it- We will be right back." The reporters got up and left the room.

"Where's Peter?" asked Mr. Warren after all the reporters left.

"Want me to look for him?" replied Harry. His teacher nodded his head. Harry got up and left the main exhibition hall look for his best friend. He went into the bathroom that Peter went after he left the holding room. Harry found his best friend knocked out on the floor.

"Peter!" he shouted, "wake up!" Harry shook his best friend violently, but with no luck.

The first thing Peter saw when he woke up was the worried faces of his aunt and uncle, and the relieved face of his best friend. He realized that he wasn't in the Hall of Science anymore, he was in his own bedroom.

"What happened?" Peter asked Harry.

"You went to the bathroom and blacked out," Harry replied, "you scared the shit out of me."

"What happened to the trip? How did Mr. Warren react?"

"We went home before my pops had a chance to start the exhibit. As for Mr. Warren, he's deathly afraid of losing his job to this." Oh great going Parker, you cost your Science teacher his job.

"Harry," Aunt May spoke, "thank your for bringing Pete back to us. You may now leave."

"Thanks for letting me in Ms. Parker. See you Monday, Parker." Harry closed the door on his way out.

"What a nice boy." Then, Aunt May and Uncle Ben also left the room.

In the Osborn Compound, Harry was about confront his father.

"Dad," he said, "how could you say those things?"

"Son," Norman replied, "I didn't know you were at the Hall."

"Care to explain your actions?" Norman thought this through for a moment. Then, he responded.

"I did what I had to do."

"Did you?"

"The press aren't my friends, son. There my enemies, and letting them know my weak spots will undermine Oscorp." he got up and walked away.

When Peter Parker went to the bathroom after the night he had, the first thing he noticed was that he can see clearly. The first thing he saw was that he had a much more lean physique, as opposed to his previously scrawny form.

He reached his toothbrush, and it stuck to his fingers. He tried to pull it out, but it was still stuck. Eventually, he pulled it out.

Back in Empire State University, Norton met with his boss.

"Sir," he said, "I found the meteorite that I mentioned yesterday. I intend to show it to my class-"

"Don't bother," the boss said, "We can't have faculty expose students to artifacts of unknown origin. If we turn them into living WMD's-"

"But the energy contained inside can be used to-"

"The energy has already corrupted you. You are relieved of your teaching duties." At that point, Norton G. Fester made his way to the door.

In a grocery store, Peter was there, about pay for his milk.

"Well," the clerk said," you don't have enough money to buy this." Peter then grabbed pennies from the donation box and placed it with his cash.

"You can't use that money, you can only donate." Then, a man walked to the line with a six-pack of Coors. He looked rugged, like this was the first time he stepped into a city.

"Sir, just move out of the line. I've got another customer ready." Peter took his milk and his money off the register. While the clerk searched for a bag, the man took some money out of the open register and took some money out of it. He took his six-pack and ran, while the clerk watched him leave.

"Aren't you going to stop him?" asked the clerk.

"I don't want to get beaten," Peter replied, hiding the fact that he had superpowers.

At the same time, Uncle Ben walked down the street to see Peter. Then, he saw the man, who knocked over some people. A handgun slipped from the man's jacket. Uncle Ben rushed to it, with the man following in suit. They were both engaged in a tug-of-war for control of the gun.

In the grocery store, a shot was heard, and the clerk went into a panic.

"You," Peter stated, "call 911. I'm gonna see what happened." Peter left the store as the clerk pulled out the phone. As he ran, Peter saw his Uncle Ben on the ground, where he laid in a pool of blood.

"Uncle Ben! Please don't die on me! Don't die on me!"

_The death of Uncle Ben. And after this point, the origin of Spider-Man is going deviate from the mainstream one._


	4. Origins: Part 4

**Earth-1 Spider-Man**

**Origins: Part 4 Of 5**

When Peter went inside his house, the first thing he saw were police officers questioning Aunt May.

"Alright," said one of the police officers, "Thank you for your time." The officers then headed towards the front door, but Peter stopped them.

"What happened?" he asked, already aware of the reason they're here.

"This man is wanted for manslaughter." said a police officer as he handed Peter a picture of a man. Then, the police officers made their way out the door as Peter inspected the picture. It was the same man in the corner store he was just in. _This has gotten personal._

At his house, Norton G. Fester decided what to do now that he lost his job.

"It seems that the idea of people with superhuman abilities offends the general public," he said to himself, "Well, looks like the time of the homo sapiens is at an end." He went over to his closet and pulled out a white and black costume.

Peter went through his sketchbook of potential costumes and chose one that interest him the most. He went to work on the costume using his aunt's sewing machine. _Thank you sewing classes._

He put on the mask at a rooftop, ran, and jumped off the roof. He gained speed while he figured out a way to not splat at the bottom. He flicked his wrists and webs came out of his palm, sticking to a street post. He swung and flicked his other wrist that shot a web at another street post.

At Times Square, the police are at work, searching for the killer of Ben Parker.

"This just in," said the on the giant screen,"we have a new lead in the Ben Parker story. An anonymous source has confirmed that Ben's killer is out in Pier 17."

"Thanks, television," said Peter as he crawled the top of a building in Times Square and shot a web, heading towards the killer's location.

The costumed Peter Parker went to Pier 17 to see if the news was true about the man that killed Uncle Ben. In the pier, a man in a black mask smoked a cigarette. Peter assumed that this was Uncle Ben's killer.

"Hey you," said Peter as loud as he possibly could, "you with the black mask. You killed my uncle." The whole area went silent and turned toward the alleged killer.

"Me?" the masked man said, "I didn't kill anyone." Peter shot a web at the man and dragged him through the area. People screams were heard as Peter left the pier with the masked man.

"Where are you taking me?" said the masked man, who panicked at the thought of being dropped at this height.

"You'll see," the only words that came out of his kidnapper's mouth. Peter looked around and saw that he was chased by police cars on the ground and police copters in the air.

Damn social media, thought Peter as he decided where to take his uncle's alleged murderer. He turned a corner and landed on the rooftop of a warehouse, the masked man came down with him. The man lost his balance and almost fell off the roof. Peter shot a web and dragged him through the roof. Peter held the man by the neck as police officers surrounded the warehouse.

"Attention Metahuman," said Willis, a police officer, through his mega phone, "drop the man and turn yourself in."

"Or what?" said Peter to the officers.

"Or we will be forced to shoot you." Peter took this time think about his actions. _Did he really want avenge his Uncle Ben by taking away another man's life? Maybe this man has a family? Who loved him as much as Uncle Ben and Aunt May loved me._ In the end, he threw the man into the cop cars, making a web net before he had a chance to die. The police went to work to pull him down, Peter took this time to leave.

In school, the students were getting stuff out of their lockers in preparation for their first class of the day. Peter was of these students.

"Did you hear about this 'Spider-Man'?" asked Harry as he pulled out books from the locker next to Peter's.

"Who?"

"This guy dressed in red and blue spandex who cruised through Time Square yesterday."

_Shit. The media must be on to me. This answer decides whether or not I get taken to jail for the rest of my life._

"Where were Earth's Mightiest Heroes when you needed them?" Great save.

"Fighting Annhilus in the Negative Zone." the bell rang, which the classes of the day. In Peter's science class, a discussion was held on the class trip to the Hall of Science.

"Class," asked Mr. Warren, "what did you learn about during this trip?"

Flash raised his hand. "That Tony Stark single-handily screwed Oscorp."

"Besides that"- Peter raised his hand- "yes Mr. Parker?"

"That the experiment was incomplete."

"How so?"

"One of the genetically-modified animals was nowhere to be seen."

"Good job, Mr. Parker. You can learn a lot from him Mr. Thompson" Flash scowled at that thought.

"Way to go, Parker," Harry said, "I'd never thought you'd be the one to diss Osborn."

"Flash had my work cut out for me."

"Please, he always disses everyone." the bell rang and everyone got up from their seats and headed for the door. Peter was the last to leave the room.

In front of the entrance Midtown High School, Peter walked with Harry as they left school for the day. Harry spotted a white stretched Hummer limousine in front of the school. He immediately knew what it meant.

"I have to go," he said to Peter, "see you tomorrow" He opened the last door of the limousine and hopped on. He closed the door seconds before the Hummer left school grounds. Great, now I'm alone. a redheaded girl walked next to him.


	5. Origins: Part 5

**Earth-1 Spider-Man**

**Origins: Part 5 Of 5**

"You're Peter, right?" she asked.

"Yeah, and you are. . ."

"I'm Mary Jane Watson, and I was wondering if I could walk with you." _Dreams do come true! _

"Sure," Peter replied naturally. Meanwhile, in the Hummer, Harry was talking with his father.

"Son," said Norman, "we have to talk."

"Talk about what?" replied Harry.

"Your future."

"The future that you intended for me."

"Harry, you're my only child. Losing you would basically mean the end of Oscorp."

"That is all you ever cared about. Ever since mom's death-"

"I've been working harder than ever to make sure you don't share the same fate."

"But," Harry was silent for a few moments, "what if that's the road I don't want to take?"

"Then life will make you. That is what I learned over the years." They were silent for the rest of the ride.

Back with Peter, he was walking through the sidewalk that lead his house with the girl he just met, Mary Jane.

"I never knew you went through that much tragedy," said Mary Jane.

", don't tell that to Flash," Peter remarked. Mary Jane laughed.

"If you ever need me, I live next door with my aunt. If I'm not there, my aunt will let you in."

"Alright"- he wasn't really interested in that idea- "well, I'll see you later."

"Bye"

"Bye" Peter opened the door his house and went in. He looked around the house see if Aunt May was home. Instead, he found a note on the fridge written on a post-it note:

"Dear Peter, I'm currently shopping for food in the supermarket. I'll be back later. Love, Aunt May"

_Perfect,_ thought Peter. _Time do some investigative work_. He put on the costume and shot a web out the window.

Peter arrived downtown to see that some guy in a ridiculous costume similar to his had already went inside a building and shattered the windows. He went the shattered windows to investigate.

"Hey you," he said to the guy already in the building. He was holding a little machine that looked like it could do some damage.

"And what are you going to do?" said the guy. He put down the machine and ran to Peter. He punched Peter in the face and sent him flying. He grabbed his machine and ran to the hole. Peter attempted to use his webbing to block the guy's escape, but he missed.

"Who are you?" asked Peter.

"Call me," the guy started, "The Looter."

He arrived back at his house and changed out of his Spider-Man costume. He hid the costume underneath his bed as he put on his shirt and went downstairs . Aunt May had returned from the supermarket.

"Aunt May," said Peter,

"I arranged your Uncle Ben's funeral," said Aunt May, not even answering the question.

"That's great. When is it?"

"This weekend. Friday is the memorial and Saturday is the actual funeral." Peter sat on the chair with Aunt May and took this information all in. Back in his bedroom, Peter pulled a Red Bull from his mini refrigerator and turned on the his TV. Sure enough, the first thing he saw was all he needed to see.

"Earlier today," said Frederick Foswell, "the Spider-Man struck." Peter had to put down his Red Bull to believe this.

"He took a hostage from a Pier close to the Brooklyn Bridge and dragged him to a warehouse, where he threw the man to the police in spectacular fashion. The man spoke to our own Jessica Jones."

"The guy said that I murdered his uncle," the masked man said, in front of the warehouse.

"And did you kill his uncle?" asked the news reporter Jessica Jones.

"I never met the guy." And the TV immediately went off. _What a lode of bullshit._ Peter took another sip of his Red Bull.

The next day, Spider Man, as the media dubbed the costumed Peter Parker, searched the city for the man who killed his uncle. He landed on the glass at the Chrysler Building and crawled all the way to the top, where he found The Looter from yesterday and the machine he stole.

"Ah you," said The Looter, who looked away from his machine, "When I kill you, it will be a day that you will regret."

"You have to touch me first," Peter replied. The Looter ran towards Spider Man, but he jumped out of ledge and into the building. Looter turned around and saw Spider Man on the roof. They ran towards each other and punched each other in the face. They both stumbled, with Peter backed to the machine. He thought of an idea.

"This is what you're going to use for your plot?" He then shot webs at the machine in an attempt to bring it down.

"No," said The Looter, "What are you doing?"

"This" Spider Man brought down the machine on The Looter and he was knocked off the building along the machine. Spider Man took his leave as well.

Some time later, in The Raft, the Looter sat on a bench behind a prison cell after nearly being killed by New York's newest superhero: Spider-Man. Suddenly, a police officer arrived in front of his cell.

"Sir," he started, "someone has just payed your bail." That someone walked the front of the cell, revealing himself be Norman Osborn. He was standing next the officer when he decided walk away.

"I noticed that you lost your job as a result of gaining your abilities," said Norman.

"How do you know?" The Looter asked.

"A wild guess. Anyway, I came to offer you a job at my company-"

"As a footstool?"

"No, as my bodyguard" The Looter took a few moments to think this through.

_And that is the first arc of the series. it established the running themes for the series, as well as introduce some major characters. Next chapter will be a "Point One" issue._


End file.
